Butterfield Shelby J 4

Accession 0001008886-25-000257

CIK 0001258602other

View on SEC.gov Company Profile

Filed

Aug 26, 8:00 PM ET

Accepted

Aug 27, 5:18 PM ET

Size

27.7 KB

Accession

0001008886-25-000257

Insider Transaction Report

Form 4

Period: 2025-08-25

NELNET INCNNI

Butterfield Shelby J

10% Owner

Transactions

Conversion
Class B Common Stock
2025-08-25−41,929→ 178,953 total(indirect: By Trust)
Conversion
Class A Common Stock
2025-08-25+41,929→ 42,439 total(indirect: By Trust)
Sale
Class A Common Stock
2025-08-25$119.25/sh−41,929$5,000,033→ 510 total(indirect: By Trust)

Holdings

Class B Common Stock
(indirect: By Trust)
210,047
Class B Common Stock
(indirect: By GRAT)
61,392
Class B Common Stock
(indirect: By GRAT)
82,729
Class B Common Stock
(indirect: By Trust)
18,394
Class B Common Stock
(indirect: By Trust)
18,394
Class B Common Stock
(indirect: By limited liability company)
136,636
Class B Common Stock
(indirect: By Trust)
3,685
Class B Common Stock
(indirect: By Trust)
3,684
Class B Common Stock
(indirect: By the reporting person as UTMA custodian for daughter)
100
Class B Common Stock
(indirect: By the reporting person as UTMA custodian for son)
100
Class B Common Stock
(indirect: By corporation)
1,586,691
Class B Common Stock
(indirect: By GRAT)
93,841
Class B Common Stock
(indirect: By the Estate of Stephen F. Butterfield)
5
Class B Common Stock
42,879
Class B Common Stock
(indirect: By GRAT)
70,582
Class B Common Stock
(indirect: By GRAT)
100,000
Class B Common Stock
(indirect: By GRAT)
75,640
Class B Common Stock
(indirect: By GRAT)
70,488
Class B Common Stock
(indirect: By GRAT)
61,309

Footnotes (20)

[F1]Shares of the issuer's Class B common stock are convertible at a fixed one-for-one ratio into an equal number of shares of the issuer's Class A common stock at any time at the holder's option. On August 25, 2025, the trust referred to in the footnote (2) below converted shares of Class B common stock into an equal number of shares of Class A common stock. Such conversion of convertible common stock at a fixed ratio was exempt from Section 16(b) under Rule 16a-6(b).
[F10]Shares held by a separate GRAT established by the reporting person on December 18, 2015. The reporting person reports beneficial ownership of all the shares held by the trust, but disclaims beneficial ownership of the shares held by the trust except to the extent of her pecuniary interest therein.
[F11]Shares held by a separate GRAT established by the reporting person on December 18, 2015. The reporting person reports beneficial ownership of all the shares held by the trust, but disclaims beneficial ownership of the shares held by the trust except to the extent of her pecuniary interest therein.
[F12]Shares held by a separate GRAT established by the reporting person on December 18, 2015. The reporting person reports beneficial ownership of all the shares held by the trust, but disclaims beneficial ownership of the shares held by the trust except to the extent of her pecuniary interest therein.
[F13]Shares held by a GRAT established by Stephen F. Butterfield on December 18, 2015. The reporting person reports beneficial ownership of all the shares held by the trust, but disclaims beneficial ownership of the shares held by the trust except to the extent of her pecuniary interest therein.
[F14]Shares held by a separate GRAT established by Stephen F. Butterfield on December 18, 2015. The reporting person reports beneficial ownership of all the shares held by the trust, but disclaims beneficial ownership of the shares held by the trust except to the extent of her pecuniary interest therein.
[F15]Shares held by the Estate of Stephen F. Butterfield (the "Butterfield Estate"), for which the reporting person is the personal representative. The reporting person disclaims beneficial ownership of the shares held by the Butterfield Estate, except to the extent of her pecuniary interest therein.
[F16]Shares held by a trust for the benefit of the reporting person's daughter.
[F17]Shares held by a trust for the benefit of the reporting person's son.
[F18]Shares held by a family limited liability company controlled by the reporting person. The reporting person disclaims beneficial ownership of the shares held by the limited liability company, except to the extent of her pecuniary interest therein.
[F19]Shares held by a Butterfield CLAT Post-Annuity Trust, of which the daughter of the reporting person is the beneficiary.
[F2]Shares held by the Stephen F. Butterfield GST Non-Exempt Marital Trust (the "Non-Exempt Marital Trust"), an estate planning trust for the family of Stephen F. Butterfield. The reporting person reports beneficial ownership of all the shares held by the Non-Exempt Marital Trust, but disclaims beneficial ownership of the shares held by the trust except to the extent of her pecuniary interest therein.
[F20]Shares held by a separate Butterfield CLAT Post-Annuity Trust, of which the son of the reporting person is the beneficiary.
[F3]These shares were acquired by the issuer under the issuer's previously announced stock repurchase program in a privately negotiated transaction.
[F4]Pursuant to the terms of the privately negotiated issuer repurchase transaction, this price was based on a discount to the closing market price on August 21, 2025.
[F5]Shares held by the Stephen F. Butterfield GST Exempt Marital Trust, an estate planning trust for the family of Stephen F. Butterfield. The reporting person reports beneficial ownership of all the shares held by the trust, but disclaims beneficial ownership of the shares held by the trust except to the extent of her pecuniary interest therein.
[F6]Shares held by Union Financial Services, Inc. ("UFS"), of which the Butterfield GST Non-Exempt Marital Trust owns 50.0% of the outstanding capital stock and the Executive Chairman of the issuer owns the other 50.0% of the outstanding capital stock. The reporting person reports beneficial ownership of all the shares held by UFS, but disclaims beneficial ownership of the shares held by UFS except to the extent of her pecuniary interest therein.
[F7]Shares held by a GRAT established by the reporting person on December 18, 2015. The reporting person reports beneficial ownership of all the shares held by the trust, but disclaims beneficial ownership of the shares held by the trust except to the extent of her pecuniary interest therein.
[F8]Shares held by a separate GRAT established by the reporting person on December 18, 2015. The reporting person reports beneficial ownership of all the shares held by the trust, but disclaims beneficial ownership of the shares held by the trust except to the extent of her pecuniary interest therein.
[F9]Shares held by a separate GRAT established by the reporting person on December 18, 2015. The reporting person reports beneficial ownership of all the shares held by the trust, but disclaims beneficial ownership of the shares held by the trust except to the extent of her pecuniary interest therein.

Documents

1 file

4
form4.xmlPrimary

Issuer

NELNET INC

CIK 0001258602

→

Entity typeother

Related Parties

filerCIK 0001808121

Filing Metadata

Form type: 4
Filed: Aug 26, 8:00 PM ET
Accepted: Aug 27, 5:18 PM ET
Size: 27.7 KB

View on SEC.gov